Exhibit
4.147

    


     

    


     

    
      	
              Contract
      Register No.:

            	


    

    

 

    Technology
Development Contract

     

    
      
        
          Project
Name:     Gametea New Game Foundation
Framework Technology Development Contract

        

        


        Principal:

        (Party
A)            Wenzhou Chuangjia Technology
Co., Ltd.

        


        


        Developer:

         (Party
B)           Shengqu Information
Technology (Shanghai) Co., Ltd.

        


        


        Signature
Place:      District
(County)   Province Shanghai (City)

        


        Signature
Date: January 1, 2007

        


        Validate
from January 1, 2007 to September 30, 2007

        


        


        


        
 

        


        Science and Technology Commission of
Shanghai Municipality

        


        Shanghai
Administration of Industry and Commerce

      

    

     

     

    
      
        
        

      

      
        1

        
          

        

      

      
        
        

      

    

     

    
       

    

    
      	
              
                
                  
                    
                      Development
      (I)

                      This
      Contract on Technology Development of Gametea New Game Foundation
      Framework Project (entrusted/cooperated development) (this Project
      is subordinate to      Plan ※) is made by
      and between the parties hereto subject to the Contract Law of the People’s
      Republic of China.

                      ※Technology
      Contents, Forms and Requirements over the Subject Matter
      hereof:

                      


                      Basic
      Requirements:

                      


                      i.
      Expected Effects from Gametea New Game Foundation
      Framework Technology: To unify and simplify the game development
      process and interface so as to speed the development; To improve the
      stability and manageability of this game; to apply xml configuration to
      the game Server, which is convenient and intuitive.

                      


                      ii.
      Expected Effects during Playing Games: During playing the game, the game
      can run more smoothly, reducing the problems of disconnection and no-entry
      to the room caused by system errors.

                      


                      iii.
      Expected Effects in the Lobby: In the lobby, users feel that the game
      interface becomes more clear and comfortable, the interface function keys
      setting is more reasonable and more convenient for operation.

                      


                      iv.
      Theory of Gametea New
      Game Foundation Framework Technology: Through the standard game
      development interface, the functions of timer, united receiving and
      distributing messages are realized, and at the same time, in order to
      simplify the game development, Single Thread Mode is applied to manage
      messages in queue, and finally the interface between monitoring and
      managing will be provided.

                      


                      v.
      Interpretations of Key Words in Gametea New Game Foundation
      Framework Technology: Standard Development Interface—the core part
      of this technology, and with this standard interface; Single Thread
      Mode—To apply single thread to complete all tasks.

                      


                      Whole
      Framework Divided into the Following Parts:

                      Standard
      Game Development Interface;

                      Timing
      Function;

                      United
      Receiving and Distributing Messages Module;

                      Application
      of Single Thread Mode;

                      Provision
      of Monitoring and Managing Interface;

                      Main
      Specifications and Parameters:

                      Standard
      Game Development Interface, which can be immediately applied to the new
      games development so as to speed games development;

                      Timing
      Function can complete the timed the operation of setting;

                      United
      Receiving and Distributing Messages Module is responsible for receiving
      and distributing all messages;

                      Single
      Thread Mode is applied to manage the messages in queue so as to simplify
      games development;

                      Monitoring
      and Managing Interface is provided to conveniently control the newly
      published online game.

                       

                       

                    

                  

                

              

            


    

     

     

    
      
        
        

      

      
        2

        
          

        

      

      
        
        

      

    

     

     

    
      	
              
                
                  Development
      (II)

                  


                  o Research and
      Development Plan

                  


                  See
      Appendix A

                  


                  IV.
      R&D Expense, Remuneration and Payment or Settlement
      thereof

                  


                  


                  i.
      R&D expense refers to the cost needed for completing the R&D, and
      remuneration refers to royalties of this project development and allowance
      for the R&D staff.

                  


                  R&D
      Expense and Remuneration (Say): eight hundred thousand yuan (among which,
      R&D Expense   yuan,
      Remuneration   yuan.)

                  


                  


                   ii.
      Payment Method for Expenses and Remunerations ( The following first one is
      applied):

                   

                  

                  
V.
      Property ownerships of equipments, facilities and documents purchased at
      R&D expenses:

                   

                  /

                

              

            


    

     

     

    
      
        
        

      

      
        3

        
          

        

      

      
        
        

      

    

     

    Development
(III)

    
      	
              VI.
      Performing Deadline, Place and Methods:

              


              This
      Contract shall be performed, (insert
      place) in Shanghai, from January 1, 2007 to September 30,
      2007.

                 

              Performing
      Methods:

              


              Party
      B shall deliver dynamic encryption algorithm source
      code disk and related technology documents to Party A.

              


              


              VII. o Confidentiality
      of Technology Information and Documents

              Party
      A and Party B shall take all necessary measures to prevent business
      secrets from being leaked, applied, or disclosed to any unauthorized
      person.

              


              


              VIII.
      Contents of Technology Cooperation and Instruction

              Party
      B is responsible for the development and maintenance of updated version of
      the Game.

              Party
      B is responsible for solving and handling the BUG of the Game.

              


              


              IX.
      Assumption of Risk Responsibility

              During
      the performance of this Contract, the risk responsibility of part or all
      losses for the R&D resulted from the technology difficulties under the
      current level and condition shall be assumed by ii. (i. Party A, ii. Party
      B, iii. Both Parties, iv. Separate negotiations between the parties
      hereto). It is hereby agreed that Party A shall assume [  ] %,
      and Party B shall assume [  ] % of the risk
      responsibility.

            


    

     

     

    
      
        
        

      

      
        4

        
          

        

      

      
        
        

      

    

     

     

    Development
(IV)

    
    

    
      
        

      

    

    
      X.
Ownership and Sharing of the Development

      The right
of patent application is owned by Party A, and the right to use and assign the
technology secrets is owned by Party A.

      


      XI.
Inspection Standard and Method:

      The
achieved development which meets the specifications of Article (II) of this
Contract shall examined and accepted by Party A in accordance with Appendix II
and the inspection certificate shall be issued by Party A.

      


      XII.
Calculation Methods for Liquidated Damages or Loss Compensation
Amount

      The
breaching party shall assume the breach liabilities in accordance with the terms
and conditions of the Contract
Law of the People’s Republic of China.

      
        	
                i.  

              	
                In
      case of breaching Article III of this Contract, Party B shall assume the
      following breach liabilities:

              


      

      
        	
                 
      

              	
                For
      each delayed day, Party A is entitled to deduct 1% of total
      amount of this Contract as liquidated damages. For delay of more than
      thirty (30) days, resulting in Party A’s regular application, Party A is
      entitled to unilaterally terminate this Contract, and Party B shall refund
      the paid amount to Party A no later than seven (7) days after the
      termination hereof.

              


      

      
        	
                ii.  

              	
                In
      case of breaching Article IV of this Contract, Party A shall assume the
      following breach liabilities:

              


      

      For each
delayed day, Party A shall pay 1% of the delayed
amount as liquidated damages to Party B.

      
        	
                iii.  

              	
                Miscellaneous:

              


      

      
        	
                 
      

              	
                In
      case Party B breaches Article XII of this Contract and cannot meet the
      inspection standards, Party A is entitled to revoke this
      Contract.

              


      

      In case
Party B sub-contracts this Project wholly or partially to the third party
without prior written approval from Party A, Party A is entitled to revoke this
Contract immediately. Party B shall refund the paid amount to Party A no later
than seven (7) days after Party A sends the said written notice, and shall pay
30% of the
total amount of this Contract as liquidated damages to Party A.

       

       

    

    
      
        
        

      

      
        5

        
          

        

      

      
        
        

      

    

     

    Development
(V)

    
      
        
          XIII.  o  Dispute
Resolution:

          Any
dispute arising out of the performance of this Contract may be settled through
compromise or mediation by and between the parties hereto. In case the parties
hereto are not willing to make compromise, mediation or fail to compromise
and/or mediate, the following first resolution shall be applied.

          
            	
                    i.

                  	
                    The
      parties hereto agree to submit such dispute to Shanghai Arbitration
      Commission.

                  


          

          
            	
                    ii.

                  	
                    Institute
      such dispute to the People’s Court, subject to the jurisdiction of
      [    ] People’s
Court.

                  


          

          
            	
                  	
                    i)

                  	
                    the
      defendant’s residence

                  


          

          
            	
                  	
                    ii)

                  	
                    the
      performance place of this Contract

                  


          

          
            	
                  	
                    iii)

                  	
                    the
      signature place of this Contract

                  


          

          
            	
                  	
                    iv)

                  	
                    the
      plaintiff’s residence

                  


          

          
            	
                  	
                    v)

                  	
                    the
      place where the Subject Matter is

                  


          

           

           

           

           

           

          XIV. Interpretation of
Terms:

           

          /

           

           

          XV.  o  Miscellaneous
(Anything not mentioned above, such as rights and obligations of the agency, and
its services charges, payment methods, deposits, property mortgages and
guaranties, et.):

           

           

          
            
              /

            

          

           

          The terms
and conditions in this Contract marked with o shall be completed in
according to the Completion
Instruction.

           

          


        

         

      

       

      
        
          
          

        

        
          6

          
            

          

        

        
          
          

        

      

       

    

    Development
(VI)

     

    
    

     

    
      	
               
       	
              Title
      (or Name)

            	
              Wenzhou
      Chuangjia Technology Co., Ltd. (Seal)

            	
              Technology
      Contract Seal

              Or

              Common
      Seal

               

               

               

               

               

              MM/DD/YY
  
	
              Legal
      Representative

            	
              Zhang
      Xiangdong (Signature and Seal)

            
	
              Entrusted
      Agency

            	
               (Seal)

            
	
              Handled
      by

            	
              Zhuang
      Junjie            (Signature
      and Seal)

            
	
              Residence
      (Correspondence Address)

            	
              Rm.
      1101-1102, Digital City, Xincheng Avenue, Wenzhou City

            	
              Postal
      Code

            	 
	
              Tel:

            	 	 
	
              Account
      Bank

            	 	 
	
              Bank
      Account No.

            	 	 
	
               
       	
              Title
      (Name)

            	
              Shengqu
      Information Technology (Shanghai) Co., Ltd.

              (Seal)

            	Technology
      Contract Seal b

              Or

              Common
      Seal

               

               

               

               

               

              MM/DD/YY
       
	
              Legal
      Representative

            	
              Chen
      Tianqiao

              
                (Signature
      and Seal)

              

            
	
              Entrusted
      Agency

            	
              (Seal)

            
	
              Handled
      by

            	
              (Signature
      and Seal)

            
	
              Residence
      (Correspondence Address)

            	
              No.
      1 Building No.639 Bibo Road, Shanghai

            	
              Postal
      Code

            	
              201203

            
	
              Tel:

            	
              021-50504740

            	 
	
              Account
      Bank

            	 	 
	
              Bank
      Account No.

            	 	 
	
               
       	
              Entity
      Name

            	 (Seal)	 	
              Technology
      Contract Seal

              Or

              Common
      Seal

               

               

               

               

               

              MM/DD/YY
       
	
              Legal
      Representative

            	 (Signature
      and Seal)	 
	
              Entrusted
      Agency

            	 (Seal)	 
	
              Handled
      by

            	 (Signature
      and Seal)	 
	
              Residence
      (Correspondence Address)

            	 	
              Postal
      Code

            	 
	
              Tel:

            	 	 
	
              Account
      Bank

            	 	 
	
              Bank
      Account No.

            	 	 


    

     

     

    
      
        
        

      

      
        7

        
          

        

      

      
        
        

      

    

     

    
      Completion
Instruction (Applicable to be affixed with Stamp Duty)

      


      I.
Completion Method for “Contract Registration Number”

      Contract
Registration Number shall be completed by each contract registry
office.

      


      II.
Technology Development Contract refers the contract concerning new technology,
new products, new technique, new material and the related system research and
development which is made by and between the parties hereto, including entrusted
development contract and cooperation development contract.

      


      III. The
planed project shall be completed as the plan of the State, the province
(autonomous region, municipality directly under the Central Government), city
specifically designated in the state plan, city, and county. If none of the
above, mark (/) in the related
column.

      


      IV.
Technology Contents and Forms:

      Technology
contents and forms include the required technological and economical
specifications, the purpose of development, the applicable scopes and benefits,
submission method and amount of the achieved development.

      The
development can be submitted in the following methods:

      i.
Technology documents of products design, workmanship specifications, materials
recipe and other drawings, dissertations and reports;

      ii. disks,
tapes, and computer software;

      iii. new
breeds of animals or plants, and microorganism fungus;

      iv.
sampling products, sampling machines

      v.
complete technology equipment;

      


      


      V. R&D
Plan:

      R&D
Plan includes phased schedules, technological matters to be solved in different
phases, deadlines of achieved goal when Parties are implementing development
project.

      


      


      VI.
Confidentiality of technology information and documents includes the contents
and deadlines of confidential obligations over information and documents by
Parties and the liability of disclosing information and documents.

      The
parties hereto can agree that this Article shall survive whether this Contract
is changed, ends or terminates.

      


      VII.
Dispute Resolution

      Any party
shall be deemed to waive its rights to institute concerned disputes to the
People’s Court provided always that either arbitration or judgment is stipulated
in Arbitration Law of the
People's Republic of China and such party selects arbitration; on the
other hand, any party shall be deemed to waive its rights to submit concerned
disputes for arbitration provided always that such party selects a lawsuit;
therefore, the parties hereto shall agree on the dispute
resolution.

      


      VIII.
Miscellaneous

      In case
this Contract is signed through the agency, the agency contract shall be
attached to this Contract. The photocopies of the procedures of paid deposits,
property mortgages and guaranties shall be attached to this Contract provided
that the parties hereto agree on such deposits, property mortgages and
guaranties.

      


      IX. The
entrusted agency shall show the power of attorney when signing this
Contract.

      


      X. In this
Contract, the sign of (/) shall be filled
in the blank where the terms and conditions are not to be filled which are
agreed by Parties.

    

     

     

    
      
        
        

      

      
        8

        
          

        

      

      
        
        

      

    

     

    
      
        XI. The
original copy of this Contract is in quintuplicate.

        


        
          	
                  For
      Registry Office:

                   

                   

                    Technology
      Contract Registry Office (Seal)

                   

                                                 Handled
      by:      (Seal)

                   

                     MM/DD/YY

                


        

        


         

        
          
            
            

          

          
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          Appendix
A: Plan of Gametea New Game
Foundation Framework Technology R&D

          


          Startup
Date: January 1, 2007

        

      

      
        	
                Work
      Node 1: To Accomplish the following tasks before March 25; (Phase
      I)

              
	
                
                  
                    Programs:

                    To
      accomplish program framework development of client software and server
      software

                    To
      accomplish standard games development interface

                    To
      accomplish timing function development

                    


                    Achieved
      Functions:

                    Game
      Account Registration Function

                    Account
      Logging Function

                    Server
      Selection Function

                    To
      accomplish client software development of standard games development
      interface

                    To
      accomplish server software of standard games development
      interface

                    To
      accomplish client software development of timing function

                    To
      accomplish server software development of timing function

                    To
      reach updating Function

                    


                    Demonstration:

                    In
      the simulation environment, this foundation framework can be checked to be
      applicable for different types of games and various conditions can be
      timed normally during playing the game.

                  

                

              	 
      


      

      


      


      
        	
                Work
      Node 2: To Accomplish the following tasks before June 30: (Phase
      II):

              
	
                 

                
                  
                    Programs:

                    To
      improve client software

                    To
      improve server software

                    To
      develop the client software of United Receiving and Distributing Messages
      Module

                    To
      develop the server software of United Receiving and Distributing Messages
      Module

                    To
      develop the client software of Single Thread Mode

                    To
      develop the server software of Single Thread Mode

                    


                    Achieved
      Functions:

                    


                    Audio
      System: Sound can be made simultaneously according to the image
      (expression) and duding for actions selected by players.

                    


                    Chatting
      System includes public chatting, private chatting and regional
      chatting.

                    


                    Queuing
      System of Single Thread Mode: All requests submitted by players can be
      processed orderly and effectively.

                    


                    Demonstration:

                    Messages
      can be received and distributed freely, and all requests submitted by
      users can be operated in queue in the backend. Messages can be processed
      orderly.

                  

                

              	 
      


      

      


       

      
        
          
          

        

        
          10

          
            

          

        

        
          
          

        

      

       

      
        
          


          
            	
                    Work
      Node 3: To Accomplish the following tasks before September 30: (Phase
      III):

                  
	
                     

                    
                      
                        
                          Programs:

                          To
      improve client software

                          To
      improve server software

                          To
      support more functions

                          To
      provide the monitoring and managing interface, convenient for controlling
      the newly published online games

                          Server
      Stress Testing

                          


                          Achieved
      Functions:

                          To
      provide the monitoring and managing interface, convenient for controlling
      the newly published online games

                          During
      the Server stress testing, to inspect whether different types of games in
      the game lobby can run normally, the system is halted or the room can be
      entered or not.

                          


                          Demonstration:

                          Under
      the new framework, players can normally play cards and/or play chess in
      this game; Problems are not likely to appear when games version updating
      or the lobby updating; and certainly it is convenient for the games on
      other platforms to be transplanted into the platform of Gametea.

                        

                      

                    

                  	 
      


          

          
            The
internal tests will be conducted from September 30, 2007.

            


            


            


            


            


            Appendix
B: Inspection Standard and Method of Gametea New Game Foundation
Framework Technology:

            


            Inspection
Standards:

            Standard
Game Development Interface, which can be immediately applied to the new games
development so as to speed games development;

            Timing
Function can complete the timed the operation of setting;

            United
Receiving and Distributing Messages Module is responsible for receiving and
distributing all messages;

            Single
Thread Mode is applied to manage the messages in queue so as to simplify games
development;

            Monitoring
and Managing Interface is provided to conveniently control the newly published
online game.

            


            


            Inspection
Methods:

            The
checking and accepting staff from Party A shall test all functions, and the said
staff shall submit the report of function errors and defects, which shall be
corrected in Gametea New Game
Foundation Framework Technology by the developer from Party B till the
said staff confirm the pre-operating result with the confirmation
letter.

            Inspection
Contents including:

            All data
forms shall re-imported into the database in turn, based which the test will be
conducted to check Gametea New
Game Foundation Framework Technology operating normally, so as to ensure
that the data forms will be set up completely exactly.

            To plan
the sequential re-testing function tables based on Gametea New Game Foundation
Framework Technology so as to ensure that all functions have been
implemented correctly according to the Plan.

             

             

            
              
                
                

              

              
                11

                
                  

                

              

              
                
                

              

               

            

            To ensure
that the serious defects found previously have been renovated;

            To inspect
the operation of client software and server software by applying test software;
no EMS memory or other serious defects are discovered upon test for two (2)
running days;

            All
documents are represented exactly.

            


             

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